OREANDA-NEWS. With the publication of the Offer Document today, and with reference to the joint press release of FedEx Corporation and TNT Express N.V. on 7 April 2015, FedEx Acquisition B.V. (the Offeror) and TNT Express hereby jointly announce that the Offeror is making a public cash offer for all issued and outstanding ordinary shares in the capital of TNT Express (the Ordinary Shares), including Ordinary Shares represented by American Depositary Shares (the ADSs) (Ordinary Shares and ADSs are collectively referred to as the Shares and each a Share).

"This is an important transaction for FedEx, and the offer represents positive news for all stakeholders," said David Binks, Regional President Europe, FedEx Express. "We believe the combination will provide significant value to both companies and both sets of shareholders. FedEx is delighted by the unanimous support from the Executive Board and the Supervisory Board."

The Offeror is making the Offer on the terms and subject to the conditions and restrictions contained in the Offer Document dated 21 August 2015 (the Offer Document). Shareholders tendering their Ordinary Shares under the Offer will be paid in consideration for each Ordinary Share validly tendered (or defectively tendered provided that such defect has been waived by the Offeror) for acceptance pursuant to the Offer prior to or on the Acceptance Closing Date (each a Tendered Share) an amount in cash of € 8.00 (eight euro) (the Offer Price).

Shareholders tendering their ADSs under the Offer will be paid in consideration for each ADS validly tendered (or defectively tendered provided that such defect has been waived by the Offeror) a cash amount equal to the U.S. dollar equivalent of the Offer Price, calculated by using the spot market exchange rate for the U.S. dollar against the euro published on Bloomberg at noon New York Time on the day immediately prior to the date on which funds are received by Citibank, N.A. (the ADS Tender Agent), in its capacity as ADS Tender Agent, to pay for the ADSs following the Unconditional Date upon the terms and subject to the conditions set out in the Offer Document.

The Offer Price includes any (interim) cash or share dividend or other distribution on the Shares that is or may be declared by TNT Express on or prior to the Settlement Date and the record date for such cash or share dividend or other distribution occurs on or prior to the Settlement Date. Consequently, if on or prior to the Settlement Date any cash or share dividend or other distribution is declared in respect of the Shares and the record date for such cash or share dividend or other distribution occurs on or prior to the Settlement Date, the Offer Price will be decreased by an amount per Share equal to any such cash or share dividend or other distribution per Share.

The Offer values 100% of the Shares at EUR 4.4 billion (USD 4.8 billion). FedEx has confirmed in a press release dated 13 May 2015 that it will be able to finance the aggregate consideration of the Offer.